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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549-1004

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                                   Form 10-K/A
    

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(Mark One)

      [X]   ANNUAL  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
            EXCHANGE ACT OF 1934 

                 For the fiscal year ended December 31, 1998 

                                       OR

      [ ]   TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE
            SECURITIES  EXCHANGE ACT OF 1934 

             For the transition period from ___________________ to

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                          Commission file number 1-1861

                               The CIT Group, Inc.
             (Exact name of registrant as specified in its charter)

            Delaware                                             13-2994534
  (State or other jurisdiction                                (I.R.S. Employer
of incorporation or organization)                            Identification No.)

1211 Avenue of the Americas, New York, New York                     10036
   (Address of principal executive offices)                      (Zip Code)

       Registrant's telephone number, including area code: (212) 536-1950

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          Securities registered pursuant to Section 12(b) of the Act:

                                                        Name of each exchange on
          Title of each class                              which registered
          -------------------                           ------------------------
Class A Common Stock, par value $0.01 per share........  New York Stock Exchange
5 7/8% Notes Due October 15, 2008......................  New York Stock Exchange

          Securities registered pursuant to Section 12(g) of the Act:

                                      None

      Indicate by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes _X_ No _____.

      Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]

      The aggregate market value of the voting stock held by  non-affiliates  of
the  registrant,  based on the New York  Stock  Exchange  Composite  Transaction
closing  price of the Class A Common  Stock  ($29.50 per share) on February  26,
1999,  was  $2,349,107,745.  For  purposes of this  computation,  all  officers,
directors,  and  5%  beneficial  owners  of  the  registrant  are  deemed  to be
affiliates.  Such  determination  should  not be deemed an  admission  that such
officers,  directors,  and  beneficial  owners are, in fact,  affiliates  of the
registrant.  At February 26, 1999,  162,114,331  shares of the Company's Class A
Common Stock, par value $0.01 per share, were outstanding.

      List hereunder the following  documents if  incorporated  by reference and
the Part of the Form 10-K (e.g.,  Part I, Part II, etc.) into which the document
is  incorporated:  (1) any  annual  report  to  stockholders;  (2) any  proxy or
information  statement;  and (3) any prospectus filed pursuant to Rule 424(b) or
(c) under the Securities Act of 1933.

                                      None

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                                   SIGNATURES

   
      Pursuant  to the  requirements  of Section  13 or 15(d) of the  Securities
Exchange Act of 1934,  the  Registrant has duly caused this amended report to be
signed on its behalf by the undersigned, thereunto duly authorized.
    

                                   THE CIT GROUP, INC.

                                   By:           /S/ ERNEST D. STEIN
                                       -----------------------------------------
                                                    Ernest D. Stein
                                       Executive Vice President, General Counsel
                                                     and Secretary

   
March 30, 1999

      Pursuant to the requirements of the Securities  Exchange Act of 1934, this
amended  report has been signed below by the following  persons on behalf of the
Registrant and in the capacities and on the dates indicated:
    

     Signature and Title                                             Date
     -------------------                                             ----

   ALBERT R. GAMPER, JR.*
-----------------------------
   Albert R. Gamper, Jr.
 President, Chief Executive 
    Officer and Director
(principal executive officer)

      HISAO KOBAYASHI*
------------------------------
      Hisao Kobayashi
          Director

       DANIEL P. AMOS*
------------------------------
       Daniel P. Amos
          Director

        YOSHIRO AOKI*
------------------------------
        Yoshiro Aoki
          Director


------------------------------
        Anthea Disney
          Director

   
      TAKASUKE KANEKO*               *By: /s/ ERNEST D. STEIN    March 30, 1999
------------------------------            -------------------
      Takasuke Kaneko                       Ernest D. Stein
          Director                          Attorney-In-Fact
    

    JOSEPH A. POLLICINO*
------------------------------
    Joseph A. Pollicino
          Director

              
------------------------------
        Paul N. Roth
          Director

       PETER J. TOBIN*
------------------------------
       Peter J. Tobin
          Director

       TOHRU TONOIKE*
------------------------------
       Tohru Tonoike
          Director

       ALAN F. WHITE*
------------------------------
       Alan F. White
          Director

   
     /s/ Joseph M. Leone                                         March 30, 1999
------------------------------
       Joseph M. Leone
Executive Vice President and
   Chief Financial Officer
(principal accounting officer)
    

      Original powers of attorney  authorizing Albert R. Gamper,  Jr., Ernest D.
Stein,  and  James  P.  Shanahan  and  each of them  to  sign on  behalf  of the
above-mentioned  directors  are  held  by  the  Corporation  and  available  for
examination by the Securities and Exchange Commission pursuant to Item 302(b) of
Regulation S-T.


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                                 EXHIBIT INDEX

Exhibit No.              Description
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    24                   Powers of Attorney


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